Neighborhood Intelligence, Inc.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On August 4, 2026, the board of directors (the “Board”) of Bed Bath & Beyond, Inc. (the “Company”) approved the adoption of the Bed Bath & Beyond, Inc. 2026 Employment Inducement Equity Incentive Plan (the “Inducement Plan”). The Inducement Plan was adopted without stockholder approval in accordance with New York Stock Exchange (“NYSE”) Rule 303A.08. The Inducement Plan provides for the grant of equity-based awards in the form of non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards, and other stock-based awards. The Inducement Plan reserves a maximum of 4,500,000 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for issuance to eligible recipients. Awards under the Inducement Plan may be granted only to persons who satisfy the standards for “employment inducement awards” under Section 303A.08 of the NYSE Listed Company Manual. Awards under the Inducement Plan must be approved by either (i) a majority of the Company’s “Independent Directors” (as determined under Section 303A.02 of the NYSE Listed Company Manual), or (ii) the Compensation Committee of the Board (“Compensation Committee”), provided that the Compensation Committee is composed solely of Independent Directors. The foregoing description of the Inducement Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Inducement Plan, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by reference

Item 8.01. Other Events On August 4, 2026, the Company entered into a Capital on DemandTM Sales Agreement (the “Sales Agreement”), with JonesTrading Institutional Services LLC (the “Sales Agent”), under which the Company may issue and sell from time to time shares of Common Stock having an aggregate offering price of up to $200.0 million, to be offered from time to time through or to the Sales Agent as sales agent or principal.. The Sales Agreement provides that sales of Common Stock, if any, will be made (i) by any method that is deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the “Securities Act”), or (ii) with the Company’s prior written consent, by any other method permitted by law and the rules and regulations of the NYSE (or such other securities exchange on which the Common Stock is then listed). The Company is not obligated to sell any shares of Common Stock under the Sales Agreement and, if any such sales are made, there can be no assurance as to the price or prices at which such shares may ultimately be sold. The offering will terminate upon the sale of all shares subject to the Sales Agreement or the termination of the Sales Agreement. The Company will pay the Sales Agent a commission of up to 2.0% of the aggregate gross sales price of shares sold through the Sales Agent pursuant to the Sales Agreement. The Company has agreed to reimburse the Sales Agent for certain specified expenses as provided in the Sales Agreement, and has also agreed to provide the Sales Agent with customary indemnification and contribution rights in respect of certain liabilities, including liabilities under the Securities Act. The Sales Agreement also contains customary representations, warranties and covenants. The Company intends to use any net proceeds it receives from the issuance and sale of shares pursuant to the Sales Agreement for working capital and other general corporate purposes. The sale of shares, if any, under the Sales Agreement will be made pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-297978) (the “Registration Statement”), which was filed with the Securities and Exchange Commission (the “Commission”) on August 4, 2026, and a prospectus supplement to the base prospectus forming a part of such Registration Statement. No shares of Common Stock may be sold under the Sales Agreement until the Registration Statement is declared effective by the Commission. In addition, the Company expects to issue and sell the remaining amount of shares available under that certain Capital on DemandTM Sales Agreement, dated as of June 10, 2024, by and between the Company and the Sales Agent (the “Prior Sales Agreement”), before commencing sales under the Sales Agreement. As of August 4, 2026, approximately $16.0 million of shares of Common Stock remained available for issuance and sale under the Prior Sales Agreement. The foregoing description of the Sales Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the Sales Agreement, which is filed as Exhibit 1.1 to the Registration Statement and is incorporated herein by reference. The representations, warranties and covenants contained in the Sales Agreement were made only for purposes of such agreement and are solely for the benefit of the parties to such agreement. This Current Report shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.